Nishi-Nippon Railroad Co.,Ltd. [9031.T]

TOKYO, May 21 (Pulse News Wire) – Nishi-nippon Railroad CO.,LTD. (9031.T) resolved today to enhance its equity compensation system for executives, excluding audit committee members and external directors, effective from fiscal year 2026.

The changes will introduce a new equity-based remuneration plan during tenure alongside the existing exit-based equity compensation scheme, increasing the overall proportion of stock-based rewards in executive compensation packages. Under the revised system, eligible executives will receive restricted shares annually based on their positions and responsibilities, subject to vesting conditions tied to performance targets outlined in the mid-term business plans. The total number of shares granted through the trust mechanism per year will be capped at May 21, 2026, contingent upon shareholder approval at the upcoming annual general meeting scheduled for June 26, 2026.

Additionally, the company plans to extend the term of the Board Incentive Plan (BIP) trust until August 31, 2029, aligning with the three-year cycle of mid-term business plans. Shareholders will vote on the proposed limits for the amount of funds contributed to the trust and the maximum number of shares to be acquired through the trust mechanism. Furthermore, the company intends to impose restrictions on the sale of awarded shares until the executive leaves their position, with certain exceptions allowing for partial cash payouts to cover tax obligations.

Details of the trust extension and additional contributions will be communicated once finalized.

Original Disclosure (PDF)

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